Microchip CFO exercises 3,021 stock units into shares

Q: What did MCHP CFO James Eric Bjornholt report in this Form 4?

James Eric Bjornholt reported exercising restricted stock units and performance stock units into Microchip common stock on August 15, 2026. Some of the resulting shares were delivered or withheld to cover exercise price or tax liabilities, with no open‑market buys or sells disclosed.

Q: How many derivative shares did the MCHP CFO exercise in this filing?

The reporting person exercised 3,021 derivative shares into Microchip common stock. These exercises came from restricted stock units and performance stock units granted under Microchip’s equity incentive plan, converting into common stock at a stated $80.2600 per share reference price.

Q: How many MCHP shares were used to pay exercise price or tax liabilities?

A total of 1,296 common shares of Microchip were delivered or withheld for payment of exercise price or tax liability. These were reported under transaction code F, which specifically covers settlement of such obligations by using company shares instead of cash.

MICROCHIP TECHNOLOGY INC (MCHP) reported that Senior Corporate VP and CFO James Eric Bjornholt exercised previously granted restricted stock units and performance stock units into common stock on August 15, 2026.

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Rhea-AI Filing Summary

MICROCHIP TECHNOLOGY INC (MCHP) reported that Senior Corporate VP and CFO James Eric Bjornholt exercised previously granted restricted stock units and performance stock units into common stock on August 15, 2026. A portion of the resulting common shares held indirectly in a trust was delivered or withheld to cover the exercise price or tax liability, with no open‑market purchases or sales reported.

Insider Trade Summary

3,021 shares exercised/converted

Exercise 12 txns

Insider Bjornholt James Eric

Role SENIOR CORPORATE VP AND CFO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units ^F1	776	$0.00	$0.00
Exercise	Performance Stock Units ^F2	1,355	$0.00	$0.00
Exercise	Restricted Stock Units ^F3	252	$0.00	$0.00
Exercise	Restricted Stock Units ^F3	638	$0.00	$0.00
Exercise	Common Stock	776	$80.26	$62K
Exercise Price or Tax Liability	Common Stock	333	$80.26	$27K
Exercise	Common Stock	1,355	$80.26	$109K
Exercise Price or Tax Liability	Common Stock	581	$80.26	$47K
Exercise	Common Stock	252	$80.26	$20K
Exercise Price or Tax Liability	Common Stock	108	$80.26	$9K
Exercise	Common Stock	638	$80.26	$51K
Exercise Price or Tax Liability	Common Stock	274	$80.26	$22K

Holdings After Transaction: Restricted Stock Units — 0 contracts (Direct); Performance Stock Units — 0 contracts (Direct); Common Stock — 32,685 shares (Indirect, Shares held Indirectly, by Trust.)

Footnotes (3)

F1. The restricted stock units vested in three quarterly installments of 1,556 shares beginning November 15, 2023, one quarterly installment of 1,554 shares on August 15, 2024, and eight quarterly installments of 776 shares beginning on November 15, 2024. Vested shares were delivered to the reporting person upon vest.
F2. Each Performance Stock Unit (PSU) granted under the Microchip Technology Incorporated (Microchip) 2004 Equity Incentive Plan represents a contingent right to receive shares of Microchip common stock based on Microchip's cumulative non-GAAP operating margin over a period of 12 quarters ending March 31, 2024. The target number of PSU shares that may be earned is reported in the table above and is based on Microchip achieving a cumulative non-GAAP operating margin of 40.0% over the 12 quarter measurement period. The actual number of shares that may be earned can be higher or lower than the target depending on Microchip's non-GAAP operating margin over the measurement period. Earned PSUs vested ratably over eight quarters beginning on November 15, 2024 as long as the reporting person remains a service provider through the vesting date. Vested shares were delivered to the reporting person upon vest.
F3. The restricted stock units vested in full on August 15, 2026. Vested shares were delivered to the reporting person upon vest.

Key Figures

Derivative shares exercised: 3,021 shares Shares for exercise price or tax liability: 1,296 shares Reference share price: $80.2600 per share +4 more

7 metrics

Derivative shares exercised 3,021 shares Total derivative exercise shares (M transactions) reported in transactionSummary

Shares for exercise price or tax liability 1,296 shares Total F-code shares delivered or withheld for exercise price or tax liability

Reference share price $80.2600 per share Conversion or exercise price for RSUs and PSUs and price on related common stock entries

RSUs exercised (example block) 776 shares Restricted Stock Units converted into common stock linked to footnote F1

PSUs exercised (example block) 1,355 shares Performance Stock Units converted into common stock linked to footnote F2

Non-GAAP operating margin target 40.0% Cumulative non-GAAP operating margin target over 12 quarters for PSU vesting

Transaction date August 15, 2026 Date of all reported derivative and common stock transactions

Key Terms

Restricted Stock Units, Performance Stock Units, non-GAAP operating margin, exercise price or tax liability

4 terms

Restricted Stock Units financial

"The restricted stock units vested in three quarterly installments"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Performance Stock Units financial

"Each Performance Stock Unit (PSU) granted under the Microchip Technology"

Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.

non-GAAP operating margin financial

"based on Microchip's cumulative non-GAAP operating margin over a period"

Non-GAAP operating margin is a way companies show how much profit they make from their main business activities, excluding certain expenses or income they consider unusual or non-recurring. It helps investors see how well the company is performing in its normal operations, without the effects of one-time costs or gains that might distort the picture.

exercise price or tax liability financial

"Payment of exercise price or tax liability by delivering or withholding"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did MCHP CFO James Eric Bjornholt report in this Form 4?

James Eric Bjornholt reported exercising restricted stock units and performance stock units into Microchip common stock on August 15, 2026. Some of the resulting shares were delivered or withheld to cover exercise price or tax liabilities, with no open‑market buys or sells disclosed.

How many derivative shares did the MCHP CFO exercise in this filing?

The reporting person exercised 3,021 derivative shares into Microchip common stock. These exercises came from restricted stock units and performance stock units granted under Microchip’s equity incentive plan, converting into common stock at a stated $80.2600 per share reference price.

How many MCHP shares were used to pay exercise price or tax liabilities?

A total of 1,296 common shares of Microchip were delivered or withheld for payment of exercise price or tax liability. These were reported under transaction code F, which specifically covers settlement of such obligations by using company shares instead of cash.

Were the MCHP shares in this Form 4 held directly or indirectly?

The resulting common stock from these transactions was reported as held indirectly by a trust. The filing notes “Shares held Indirectly, by Trust,” indicating the trust is the legal holder while being associated with the reporting person as an indirect ownership interest.

What performance conditions applied to the MCHP performance stock units?

Each performance stock unit reflected a right to Microchip common stock based on cumulative non-GAAP operating margin over 12 quarters ending March 31, 2024. The target level assumed a 40.0% cumulative non-GAAP operating margin, with actual shares earned adjusted higher or lower around that target.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 08/19/2026 - 09:00 PM EDT

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Bjornholt James Eric

(Last)

(First)

(Middle)

C/O MICROCHIP TECHNOLOGY INCORPORATED

2355 WEST CHANDLER BOULEVARD

(Street)

CHANDLER

ARIZONA

85224-6199

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
MICROCHIP TECHNOLOGY INC [ MCHP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SENIOR CORPORATE VP AND CFO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	08/15/2026		M		776	A	$80.26	31,736	I	Shares held Indirectly, by Trust.
Common Stock	08/15/2026		F		333	D	$80.26	31,403	I	Shares held Indirectly, by Trust.
Common Stock	08/15/2026		M		1,355	A	$80.26	32,758	I	Shares held Indirectly, by Trust.
Common Stock	08/15/2026		F		581	D	$80.26	32,177	I	Shares held Indirectly, by Trust.
Common Stock	08/15/2026		M		252	A	$80.26	32,429	I	Shares held Indirectly, by Trust.
Common Stock	08/15/2026		F		108	D	$80.26	32,321	I	Shares held Indirectly, by Trust.
Common Stock	08/15/2026		M		638	A	$80.26	32,959	I	Shares held Indirectly, by Trust.
Common Stock	08/15/2026		F		274	D	$80.26	32,685	I	Shares held Indirectly, by Trust.

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	$80.26	08/15/2026		M			776	⁽¹⁾	⁽¹⁾	Common Stock	776	$0	0	D
Performance Stock Units	$80.26	08/15/2026		M			1,355	⁽²⁾	⁽²⁾	Common Stock	1,355	$0	0	D
Restricted Stock Units	$80.26	08/15/2026		M			252	⁽³⁾	⁽³⁾	Common Stock	252	$0	0	D
Restricted Stock Units	$80.26	08/15/2026		M			638	⁽³⁾	⁽³⁾	Common Stock	638	$0	0	D

Explanation of Responses:

1. The restricted stock units vested in three quarterly installments of 1,556 shares beginning November 15, 2023, one quarterly installment of 1,554 shares on August 15, 2024, and eight quarterly installments of 776 shares beginning on November 15, 2024. Vested shares were delivered to the reporting person upon vest.

2. Each Performance Stock Unit (PSU) granted under the Microchip Technology Incorporated (Microchip) 2004 Equity Incentive Plan represents a contingent right to receive shares of Microchip common stock based on Microchip's cumulative non-GAAP operating margin over a period of 12 quarters ending March 31, 2024. The target number of PSU shares that may be earned is reported in the table above and is based on Microchip achieving a cumulative non-GAAP operating margin of 40.0% over the 12 quarter measurement period. The actual number of shares that may be earned can be higher or lower than the target depending on Microchip's non-GAAP operating margin over the measurement period. Earned PSUs vested ratably over eight quarters beginning on November 15, 2024 as long as the reporting person remains a service provider through the vesting date. Vested shares were delivered to the reporting person upon vest.

3. The restricted stock units vested in full on August 15, 2026. Vested shares were delivered to the reporting person upon vest.

Remarks:

	Deborah L. Wussler, as Attorney-in-Fact	08/19/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR